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AlTi Global Inc

For the period ended Sep 30, 2024. Filed Nov 12, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 12, 2024

ALTI$2.34-1.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-09.

0001628280-24-036413

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-12.

0001628280-24-046969

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 201 previous paragraphs and 214 current paragraphs.

110 unchanged; 71 reworded; 28 added; 19 removed; 1 previous and 5 current paragraphs rearranged.

Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (28)

Current report

(m) Represents the change in fair value of Preferred stock tranche liability.

Current report

(m) Represents the change in fair value of Preferred stock tranche liability.

Current report

The table below presents the change in our total AUM for the wealth management businesses within the Wealth & Capital Solutions segment for the periods indicated:

Current report

Management / advisory fees. Management and advisory fees for the three months ended September 30, 2024, increased by $5.6 million compared to the three months ended September 30, 2023. This increase was primarily driven by higher management fees in Wealth & Capital Solutions, principally due to the acquisition of Envoi at the beginning of the quarter, as well as organic growth over the past year, which led to higher AUM. These gains were partially offset by lower management fees from the Arbitrage strategy.

Current report

Other fees / income. Other fees and income for the three months ended September 30, 2024 decreased by $0.6 million compared to the three months ended September 30, 2023, primarily due to lower transactional income in International Real Estate. This segment generated $0.7 million in fees for the three months ended September 30, 2023, compared to $0.1 million for the three months ended September 30, 2024.

Current report

Compensation expense. Compensation expense for the three months ended September 30, 2024, increased by $0.5 million compared to the three months ended September 30, 2023, primarily driven by higher accruals for incentive compensation in the current year period, partially offset by lower salary and other net benefits costs.

Current report

Other income (expenses) for the three months ended September 30, 2024, increased by $44.6 million compared to the three months ended September 30, 2023. The prior year period included goodwill and intangible asset impairment charges totaling $153.9 million, resulting from the exit and restructuring of certain businesses within the former Strategic Alternatives segment. In the current year period, goodwill and intangible impairment charges totaled $116.1 million.

Current report

The charges in the current year period were due to a strategic review of the Company’s Real Estate Businesses and the decision to change the composition of its operating segments. This led to a goodwill impairment charge of $69.7 million and an intangible asset impairment charges totaling $46.6 million. The goodwill impairment charge was mainly due to declines in forecasted net cash flows from the real estate co-investment and fund management businesses compared to the prior year’s assessment. As a result, all goodwill previously attributed to these business was fully written off as of September 30, 2024.

Current report

Additionally, a non-cash impairment charge of $44.9 million was recorded to write down the intangible asset representing the value of the investment management contract for the internally managed Event Driven strategy. This charge was due to a decline in forecasted net cash flows for this contract, primarily driven by a reduction in AUM over the past 12-18 months. In the current quarter, we also recorded higher net unrealized gains of $4.7 million on certain items accounted for at fair value, primarily related to investments in external managers.

Current report

Non-compensation expense. Non-compensation expenses for the nine months ended September 30, 2024, decreased by $21.6 million as compared to the nine months ended September 30, 2023, primarily driven by a $21.1 million decline in professional fees. The prior year period included significant advisor costs in connection with the Business Combination and other transactions completed during that time.

Current report

Other income (expenses) for the nine months ended September 30, 2024, increased by $103.1 million compared to the nine months ended September 30, 2023, primarily due to lower goodwill and impairment charges and higher net unrealized gains on items accounted for at fair value. The prior year period included goodwill and intangible asset impairment charges totaling $153.9 million from the exit and restructuring of certain business within the former Strategic Alternatives segment, as well as a $29.4 million impairment of intangibles related to the deconsolidation of AHRA.

Current report

In the current year period, we recorded goodwill and intangible impairment charges totaling $116.1 million in the third quarter and an additional $0.7 million related to impairment of customer intangibles in the second quarter. Additionally, in the current quarter, net unrealized gains increased by $36.1 million. Certain items accounted for at fair value. such as investments in external managers, warrants issued in connection with financing transactions, and the Tax Receivable Agreement had higher net unrealized gains in the nine months ended September 30, 2024, than in the nine months ended September 30, 2023. These gains were partially offset by lower net unrealized gains on earn-out obligations for the same comparable periods.

Current report

For the Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

Current report

Cash and cash equivalents increased $383.6 million as of September 30, 2024 as compared to September 30, 2023, primarily due to the Company’s net financing activities during the period, which included raising $400.0 million of common and preferred equity before transaction costs. This capital raising activity was partially offset by net reduction in debt outstanding of approximately $57.9 million.

Current report

On July 31, 2024, the Company issued the Allianz Warrants to purchase 5,000,000 shares of the Company’s Class A Common Stock at an exercise price of $7.40 per share. As of September 30, 2024, none of the Allianz Warrants have been exercised.

Current report

On July 1, 2024, the Company purchased substantially all of the assets of Envoi pursuant to the terms of the Envoi Acquisition. The Envoi Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $34.3 million. The total purchase consideration transferred includes estimated contingent consideration totaling $9.0 million, for which the Company may be required to pay additional cash or equity consideration contingent on future revenue-based performance targets between the closing date and the fourth anniversary of the closing date. The Envoi earn-out liability is reported in the Earn-out liabilities, at fair value, in the Condensed Consolidated Statement of Financial Position.

Current report

Fair Value of the Allianz Tranche Right: The fair value of the Allianz Tranche Right uses various significant unobservable inputs and is determined by using the binomial lattice model. The assumptions used could have a material impact on the valuation of this liability and include our best estimate of expected volatility, expected holding periods, and appropriate discounts for lack of marketability. Changes in the estimated fair value of this liability may have a material impact on our results of operations in any given period, as any increase in this liability has a corresponding negative impact on our US GAAP results of operations in the period in which the changes occur.

Current report

Fair Value of Contingent Consideration Receivable: The fair value of contingent consideration receivable uses a Monte Carlo simulation to estimate the future share price of the acquirer of LRA. Any implied contingent consideration is discounted using the risk-free rate and the acquirer’s estimated credit spread. Changes in any assumptions, such as the discount rate or the estimated credit spread may have a material impact on our results of operations in any given period, as any decrease in this receivable my have a corresponding negative impact on our US GAAP results of operations in the period in which the changes occur.
Removed paragraphs (19)

Previous report

Subsequent to June 30, 2024, management has commenced a strategic review of certain businesses within the currently defined Strategic Alternatives segment. This review, which is expected to be completed by the end of the third quarter of 2024, will consider, among other things, potential changes to our legal entity structure as well as the components included within the operating segments outlined above. Refer to Note 21 (Subsequent Events) in our accompanying interim consolidated financial statements for further details.

Previous report

The catalysts for recent market stock market strength have been a combination of factors, including: the U.S. economy continuing to show solid economic growth, which bodes well for earnings growth as the year progresses. The U.S. stock market as measured by the S&P 500 also benefits from the trend of generative AI, as close to 37% of its shares are represented by leading technology companies, that are both investing in and likely to continue to benefit from monetization of this innovation over time. The largest of these companies, including Nvidia, Microsoft, Alphabet, Meta, Amazon and Apple, also known as the Super Six, accounted for 60% of the gain in the U.S. stock market in the first half. As the year progresses, earnings estimates (as measured by Bloomberg consensus estimates) expect that other parts of the U.S. economy should deliver both positive and accelerating earnings leading to a broadening in market gains.

Previous report

Stock market gains in Q2 also benefited from signs that U.S. inflation in the months of May and June has come in lower than expectations and is resuming its downtrend, after having stalled in Q1. This in combination with signs of cooling in the U.S. labor market (the unemployment ticking up to above 4% and recent increases in unemployment claims) and weakness in manufacturing data have increased expectations that the Federal Reserve will be able to cut short-term rates starting in September. Better disinflationary data in Europe, the UK and Canada have also led these central banks to cut short-term rates. China has embarked on further easing its monetary policy to help achieve its GDP growth target for 2024 of 5%. Economic growth and thus earnings globally are expected to benefit from these rate-cutting decisions.

Previous report

The table below presents the change in our total AUM for our Wealth Management segment for the periods indicated:

Previous report

Management/Advisory fees. Management and advisory fees were essentially flat compared to the prior period. Lower management fees in Strategic Alternatives, reflecting lower AUM in that segment due to the disposal of LRA on March 6, 2024 and the deconsolidation of AHRA on June 30, 2023, were offset by higher management fees in Wealth Management, primarily due to the acquisition of EEA at the beginning of the quarter and organic growth over the past year, resulting in higher year over year AUM.

Previous report

Compensation Expense. The increase in compensation expense of $4.9 million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 was primarily driven by the inclusion of EEA in our results this quarter and higher equity based compensation in the current year period.

Previous report

Other income (expenses) for the three months ended June 30, 2024 declined by $(20.5) million as compared to the three months ended June 30, 2023. The prior year period included unrealized gains of $66.1 million related to earn-out liabilities arising primarily from the Business Combination. In the current period, an unrealized loss of $1.9 million was recorded on earn-out liabilities. This decline was partially offset by lower impairment losses in the current period. The prior period included a $29.4 million impairment of intangibles related to the deconsolidation of AHRA, while the current period included $0.7 million related to impairment of customer intangibles. In addition, gains on investments in the current quarter of $12.6 million were $17.4 million higher than the prior year period. In the current quarter we recorded a $9.4 million realized gain on the disposal of the FOS business, a $5.6 million unrealized gain in connection with the purchase acquisition accounting for Pointwise and net unrealized gains of $1.7 million related to investments in external managers. These gains were offset by impairment and disposal losses on real estate related equity method investments. In the prior year period we recorded a $4.8 million net loss on investments.

Previous report

Other fees / income. The decrease in other fees / income of $(2.4) million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 was primarily driven by lower transactional income in Strategic Alternatives in the current period, which generated $0.2 million of other fees for the six months ended June 30, 2023 and $2.5 million for the six months ended June 30, 2024.

Previous report

Non-compensation Expense. The decrease in non-compensation expenses of $(17.3) million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 was primarily driven by lower professional fees, which declined $18.8 million compared to the prior year period, as we continue to work to rationalize spend on consultants and outside advisors, and lower depreciation and amortization expense, partially offset by higher technology, marketing and distribution and occupancy expenses.

Previous report

For the Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Previous report

Cash and cash equivalents increased $208.7 million as of June 30, 2024 as compared to June 30, 2023, primarily due to the Company’s completed sale to Constellation of 150,000 shares of a newly created class of preferred stock designated Series C Preferred Stock for a purchase price equal to $150.0 million. See “Liquidity and Capital Resources” above for additional information.

Previous report

Our net operating cash outflow of $(66.5) million for the six months ended June 30, 2023 was driven by cash outflows of $(33.9) million related to compensation and benefits expenses as well as approximately $(26.5) million of professional fees in connection with the close of the Business Combination.

Previous report

The estimate of the timing and amount of future payments under the TRA involves several assumptions that do not account for the significant uncertainties associated with those potential payments, including an assumption that the Company will have sufficient taxable income in the relevant tax years to utilize the tax benefits that would give rise to an obligation to make payments.
Reworded paragraphs (71)

Previous wording

We are a global wealth management firm, with a diverse array of investment, advisory, and administrative capabilities with which we serve our clients and investors; and provide value to our shareholders. Our business is currently organized into two business segments: Wealth Management and Strategic Alternatives (formerly known as Asset Management):

Current wording

We are a global wealth management firm, with a diverse array of investment, advisory, and administrative capabilities with which we serve our clients and investors, and provide value to our shareholders. As of the third quarter ended September 30, 2024, management completed a strategic review of certain businesses within the historically defined Strategic Alternatives segment. This review considered, among other things, changes to our legal entity structure as well as changes of the components included within the operating segments outlined below. As part of the changes of our segment composition, our business is currently organized into two business segments - Wealth & Capital Solutions and International Real Estate:

Previous wording

•we manage or advise approximately $71.9 billion in combined assets as of June 30, 2024;

Current wording

•we manage or advise approximately $77.3 billion in combined assets as of September 30, 2024;

Previous wording

•in our Wealth Management segment, we provide holistic solutions for our wealth management clients through our full spectrum of wealth management services, including discretionary investment management services, non-discretionary investment advisory services, trust services, administration services, and family office services;

Current wording

•in our Wealth & Capital Solutions segment, we provide holistic solutions for our wealth management and alternative investments clients through our full spectrum of wealth and asset management services, including discretionary investment management services, non-discretionary investment advisory services, trust services, administration services, and family office services;

Previous wording

•in our Strategic Alternatives segment, we assist our investors with alternative investments and co-investments by providing access to highly differentiated opportunities in these areas as well as structuring and selecting partners with a proven track record in alternative asset classes, with attractive risk adjusted return characteristics.

Current wording

•in our International Real Estate segment, we assist our investors with real estate co-investments by providing access to highly differentiated opportunities in these areas as well as structuring and selecting partners with a proven track record in alternative asset classes, with attractive risk adjusted return characteristics.

Previous wording

Our business is global, with approximately 430 professionals operating in 20 cities in 9 countries across three continents as of June 30, 2024.

Current wording

Our business is global, with approximately 440 professionals operating in 21 cities in 9 countries across three continents as of September 30, 2024.

Previous wording

The services that we provide form a complementary ecosystem for our target markets of clients, investors, and businesses, many of whom share common interests and goals that we are able to connect and serve. The complementary nature of our services and a differentiated suite of capabilities position us well for organic growth across our business lines. Our strategy includes a focus on inorganic growth through acquisitions and investments in talented managers in exchange for a share of future revenues or profits. We also believe we are well positioned to capitalize on global market trends and dynamics that we see facing our world as well as the industry, clients, investors, and businesses we serve.

Current wording

The services that we provide form a complementary ecosystem for our target markets of clients, investors, and businesses, many of whom share common interests and goals that we can connect and serve. The complementary nature of our services and a differentiated suite of capabilities position us well for organic growth across our business lines. Our strategy includes a focus on inorganic growth through acquisitions and investments in talented managers in exchange for a share of future revenues or profits. We also believe we are well positioned to capitalize on global market trends and dynamics that we see facing our world as well as the industry, clients, investors, and businesses we serve.

Previous wording

Broadly, our revenues fall into four categories: recurring management, advisory, or administration fees; performance or incentive fees; distribution from investments and other income or fees:

Current wording

Broadly, our revenues fall into four categories: (i) recurring management, advisory, or administration fees; (ii) performance or incentive fees; (iii) distribution from investments and (iv) other income or fees:

Previous wording

•Distributions from investments are generated from the equity interests we have in the three external managers pursuant to which we are entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. We receive distributions from our External Strategic Managers through our profit or revenue sharing arrangements that are generated through their management and incentive fees based on performance of the underlying investments. The management component of the distributions is recurring in nature, while the incentive portion is more susceptible to impact from exogenous factors.

Current wording

•Distributions from investments are generated from the equity interests we have in the three external managers pursuant to which we are entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. We receive distributions from our External Strategic Managers through our profit or revenue sharing arrangements that are generated through their management and incentive fees based on the performance of the underlying investments. The management component of the distributions is recurring in nature, while the incentive portion is more susceptible to impact from exogenous factors.

Previous wording

Investment management or advisory fees are the primary source of revenue in our Wealth Management segment. These fees are generally calculated on the basis of a percentage of the value of each client’s assets (AUM or AUA) and are charged using either an average daily balance or ending balance, quarterly in arrears.

Current wording

Investment management or advisory fees are the primary source of revenue in our Wealth & Capital Solutions segment. These fees are generally calculated on the basis of a percentage of the value of each client’s assets (AUM or AUA) and are charged using either an average daily balance or ending balance, quarterly in arrears. Fees from internal fund management and advisory services related to our alternatives platform are approximately 0.75% to 1.5% of the net asset value of the funds’ underlying investments.

Previous wording

We earn management fees in our Strategic Alternatives segment through our alternatives platform (compensation for internal fund management and advisory services), private real estate fund management and private real estate recurring fees. The management fees for the alternatives platform are approximately 0.75% to 1.5% of the net asset value of the funds’ underlying investments. In addition, we generate income from managing and advising a private real estate investment fund. Our fees from managing and advising this vehicle are contained in management and advisory contracts relating to the relevant fund and are typically calculated on a sliding scale of percentages of the asset value, market capitalization or the investor capital of the relevant fund as applicable.

Current wording

We earn management fees in our International Real Estate segment through private real estate fund management and private real estate recurring fees. We generate income for managing and advising a private real estate investment fund. Our fees from managing and advising this vehicle are contained in management and advisory contracts relating to the relevant fund and are typically calculated on a sliding scale of percentages of the asset value, market capitalization or the investor capital of the relevant fund as applicable.

Previous wording

As sponsors of private market direct and co-investment transactions, we generate income from debt and equity structures relating to specified real estate investments or investments in other alternative asset classes. Private market fees include arrangement, retainer, management, advisory, performance, acquisition, promote and other associated fees as well as interest arbitrage for debt structures. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are typically medium to long-term (three to ten years) closed-ended structures with fees normally ranging between 50 and 175 basis points of the equity value committed or drawn. The debt structure terms are generally between 12 and 36 months. The investment adviser, general partner or other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly, or annually.

Current wording

As sponsors of private market direct and co-investment transactions, we generate income from debt and equity structures relating to specified real estate investments or investments in other alternative asset classes. Private market fees include arrangement, retainer, management, advisory, performance, acquisition, promotion and other associated fees as well as interest arbitrage for debt structures. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are typically medium to long-term (three to ten years) closed-ended structures with fees normally ranging between 50 and 175 basis points of the equity value committed or drawn. The debt structure terms are generally between 12 and 36 months. The investment adviser, general partner or other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly, or annually.

Previous wording

We may be entitled to a portion of the performance-related entitlements (such as carried interest or promote) that may be payable on exit from Co-investment transactions. Such revenues are only received if the investor hurdle (i.e. a minimum return to the investor) is reached and may include a catch-up. Carried interest entitlements are based on a percentage of the investor return above such hurdle and are set on a deal and fund basis. Typically, carried interest entitlements represent 10% to 20% of the investors’ equity internal rate of return in excess of an 8% to 15% hurdle, with no carried interest entitlement being payable if the hurdle is not met. In relation to our co-investments, a group company will typically have entered into an advisory or management agreement, or other arrangement, that entitles us to receive a share of base management fees (whether directly or through a joint venture entity) from the inception of the relevant investment or joint venture, through to exit and the liquidation of the relevant transaction vehicle, or as otherwise set out in an approved business plan. Where we have established feeder vehicles for clients, there may also be administration and advisory fees associated with those vehicles (these are earned by our trusts and administration business).

Current wording

We may be entitled to a portion of the performance-related entitlements (such as carried interest or promotion) that may be payable on exit from Co-investment transactions. Such revenues are only received if the investor hurdle (i.e. a minimum return to the investor) is reached and may include a catch-up. Carried interest entitlements are based on a percentage of the investor return above such hurdle and are set on a deal and fund basis. Typically, carried interest entitlements represent 10% to 20% of the investors’ equity internal rate of return in excess of an 8% to 15% hurdle, with no carried interest entitlement being payable if the hurdle is not met. In relation to our co-investments, a group company will typically have entered into an advisory or management agreement, or other arrangement, that entitles us to receive a share of base management fees (whether directly or through a joint venture entity) from the inception of the relevant investment or joint venture, through to exit and the liquidation of the relevant transaction vehicle, or as otherwise set out in an approved business plan. Where we have established feeder vehicles for clients, there may also be administration and advisory fees associated with those vehicles (these are earned by our trusts and administration business).

Previous wording

After significant market gains in 2023, the first half of 2024 continued the pattern of strong equity market performance. The S&P 500 and the MSCI All Country World Index increased by 15.3% and 11.6 % total return, respectively, over the first half, after rising by 26.3% and 22.8% total return, respectively, for the year 2023. Government fixed income markets over the same time frame, the first half to the end of June, came under modest pressure as generally yields rose and bond prices fell. The U.S. Municipal Bond and U.S. Treasury Indices both declined by 0.5%, while the Barclays Global Aggregate Index rose a modest 0.1% over the same time frame. While government bond prices had a more volatile start to the year, it is noteworthy that credit conditions in the U.S. continued to improve with credit spreads — the extra yield over Treasuries that corporate bonds must pay to compensate for extra risk — continued to narrow, resulting in the U.S. High Yield index (iShares iBoxx $ High Yield Corporate Bond ETF) rising by 2.3% year to date to the end of June 2024.

Current wording

After significant market gains in the first half of 2024, the third quarter continued the pattern of strong equity market performance. Government fixed income markets over the third quarter to the end of September, also rallied strongly as generally yields fell and bond prices rose. It is also noteworthy that credit conditions in the U.S. continued to improve with credit spreads — the extra yield over Treasuries that corporate bonds must pay to compensate for extra risk — continued to narrow.

Previous wording

Our fee-based revenue streams are driven by the value of our clients’ portfolio holdings, in the case of our Wealth Management segment or the performance of our varied funds and direct investments in our Strategic Alternatives segment. The overall level of revenues in these businesses, however, does not correlate completely with changes in global equity and fixed income markets.

Current wording

Our fee-based revenue streams are driven by the value of our clients’ portfolio holdings, in the case of our Wealth & Capital Solutions segment or the performance of our varied funds and direct investments in our International Real Estate segment. The overall level of revenues in these businesses, however, does not correlate completely with changes in global equity and fixed income markets.

Previous wording

In our Wealth Management segment, while our client portfolios are well diversified across a range of asset classes and thus are not solely impacted by changes in equities or government bonds, they benefited in the year from the strong performance of our various equity exposures. Client portfolios also include holdings such as gold, credit, infrastructure, and hedge funds that also delivered positive returns in the year. Portfolio fluctuations also depend on multiple additional factors that include, but are not limited to, the level of alternative and private market holdings and the geographic and industry mix of client’s equity assets. We also note that our UHNW client base generally does not need to draw down from their portfolios to support day-to-day living needs and, accordingly, are able to approach portfolio investing with a long-term time horizon. Hence, in terms of behavior, they are less sensitive to short-term changes in market conditions.

Current wording

In our Wealth & Capital Solutions segment, while our client portfolios are well diversified across a range of asset classes and thus are not solely impacted by changes in equities or government bonds, they benefited in the year from the strong performance of these exposures. Client portfolios also include holdings such as gold, credit, infrastructure, and hedge funds that also delivered positive returns for the quarter and year to date. Portfolio performance changes depend on multiple additional factors that include, but are not limited to, the risk profile of each client, the level of alternative and private market holdings and the geographic and industry mix of client’s equity and fixed income assets. We also note that our UHNW client base generally does not need to draw down materially from their portfolios to support day-to-day living needs and, accordingly, are able to approach portfolio investing with a long-term time horizon. Hence, in terms of behavior, they are less sensitive to short-term fluctuations and volatility in market conditions.

Previous wording

In our Strategic Alternatives segment, the majority of our fees are derived from alternative funds which are structured to have low correlation to equity and fixed income markets and in some cases benefit in times of market stress. Our European long-short equity and Asian Credit manager continue to perform well in the first half of the year. With respect to incentive fees earned by our event-driven strategy, US GAAP only permits recognition of such fees when they are fully crystallized, which typically occurs in the fourth quarter of each year.

Current wording

In our Wealth & Capital Solutions segment, fees are also derived from alternative funds which are structured to have low correlation to equity and fixed income markets and in some cases benefit in times of market stress. Our European long-short equity and Asian Credit manager continue to perform well this year. With respect to incentive fees earned by our event-driven strategy, US GAAP only permits recognition of such fees when it is probable there will be no significant reversal, which typically occurs in the fourth quarter of each year.

Previous wording

The higher cost of capital environment, ongoing increases in construction costs and generally stagnating real estate prices are negatively impacting some of the real estate segments in which we operate. These declines impact the level of management fees that we earn. In addition, following completion of the sale of LXi REIT Advisors during the first quarter, the level of management fees we earn from public real estate will decline in future periods. On the private real estate side, the more difficult market and interest rate conditions may reduce the ultimate return expected from some of these investments. It is important to note that these assets are utilized in conjunction with longer-term investment strategies and are not subject to daily market pricing. Given the uncertainty in outlook, and the potential for diminution in value at realization, we modified our billing methodology for certain of our private real estate holdings, which will result in lower fees earned, until monetization.

Current wording

The higher cost of capital environment, ongoing increases in construction costs and generally stagnating real estate prices are negatively impacting some of the real estate segments in which we operate. These declines impact the level of management fees that we earn. On the private real estate side within the International Real Estate segment, the more difficult market and interest rate conditions may reduce the ultimate return expected from some of these investments. It is important to note that these assets are utilized in conjunction with longer-term investment strategies and are not subject to daily market pricing. Given the uncertainty in outlook, and the potential for diminution in value at realization, we modified our billing methodology for certain of our private real estate holdings, which will result in lower fees earned, until monetization.

Previous wording

We believe that the combination of our Wealth Management and Strategic Alternatives segments differentiates us from pure-play firms in both sectors and provides a growing base of recurring and diversified revenues. Since the Business Combination, total AUM/AUA increased by approximately 9%, and within our Wealth Management segment, these have grown 26% since the Business Combination.

Current wording

We believe that the combination of our Wealth & Capital Solutions and International Real Estate segments differentiates us from pure-play firms in both sectors and provides a growing base of recurring and diversified revenues. Since the Business Combination, total AUM/AUA increased by approximately 19%, and within our Wealth & Capital Solutions segment, these have grown 34% since the Business Combination.

Previous wording

In the first half of 2024, we generated revenues of $100.3 million. We believe these results, generated through a combination of strong market performance and organic client wins, are starting to reflect the power of our franchise, which we believe will continue to flow to an improved bottom line as we look forward to the remainder of 2024. Net income was $12.8 million and adjusted earnings before interest, taxes, depreciation, and amortization (“EBITDA”) was approximately $12.3 million for the six months ended June 30, 2024, respectively.

Current wording

For the nine months ended September 30, 2024, we generated revenues of $153.6 million. We believe these results, generated through a combination of strong market performance and organic client wins, are starting to reflect the power of our franchise, which we believe will continue to flow to an improved bottom line as we look forward to the remainder of 2024. Net income was $(98.6) million and adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) was approximately $21.9 million for the nine months ended September 30, 2024, respectively.

Previous wording

Our core businesses continue to perform well. Based on the new initiatives undertaken this year and those that we embarked on during 2023, we expect operating expenses to continue to trend downward in 2024. As these cost savings and other growth initiatives take hold next year, we hope to see the impact of operating leverage-driven improvements and greater consistency in our US GAAP results and Adjusted EBITDA. In addition, we believe that we will be able to deploy the capital raised from the investments from Allianz and Constellation to make accretive investments that will benefit our GAAP results and Adjusted EBITDA in 2024, and beyond.

Current wording

Our core businesses continue to perform well, as reflected in the results of our Wealth Capital Solutions segment, which for the current quarter reported 17% higher revenues 62% higher Adjusted EBITDA compared to the prior year period Further, we continue to focus on efforts to reduce recurring spend on operating costs, while maintaining diligent control on investments in people and infrastructure to facilitate additional scalability and growth. In addition, we believe that we will be able to continue to deploy the capital raised from the investments from Allianz and Constellation to make accretive investments that will benefit our GAAP results and Adjusted EBITDA in future periods.

Previous wording

(c)Add-back of transaction expenses related to the Business Combination and subsequent business combinations/divestitures, including professional fees.

Current wording

(c)Add-back of transaction expenses related to the Business Combination, subsequent acquisitions or divestitures, and issuance of preferred and common stock, including professional fees.

Previous wording

(d)Represents the change in fair value of the warrant liability.

Current wording

(d)Represents the change in fair value of the warrant liabilities.

Previous wording

(f)Represents the change in fair value of the earn-out liability.

Current wording

(f)Represents the change in fair value of the earn-out liabilities.

Previous wording

(j)Represents the amortization of the step-up in equity method investments.

Current wording

(k)Represents the amortization of the step-up in equity method investments.

Previous wording

(k)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.

Current wording

(l)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.

Previous wording

(c)Add-back of transaction expenses related to the Business Combination and subsequent business combinations/divestitures, including professional fees.

Current wording

(c)Add-back of transaction expenses related to the Business Combination, subsequent acquisitions or divestitures, and issuance of preferred and common stock, including professional fees.

Previous wording

(d)Represents the change in fair value of the warrant liability.

Current wording

(d)Represents the change in fair value of the warrant liabilities.

Previous wording

(f)Represents the change in unrealized gains/losses related to Investments held at fair value and includes the non-recurring realized gain for the sale of FOS ($9.4 million).

Current wording

(f)Represents the change in unrealized gains/losses related to Investments held at fair value and in Q2 2024 includes the non-recurring realized gain on the sale of FOS ($9.4 million).

Previous wording

(h)Represents cost to implement organization change to derive cost synergy.

Current wording

(h)Represents cost to implement organizational change to derive cost synergy.

Previous wording

(i)Represents impairment of carried interest/equity method investments.

Current wording

(i)Represents impairment of carried interest/equity method investments and intangible assets.

Previous wording

(j)Represents the amortization of the step-up in equity method investments.

Current wording

(k)Represents the amortization of the step-up in equity method investments.

Previous wording

(k)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.

Current wording

(l)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.

Previous wording

The table below presents the change in our total AUA for our Wealth Management segment for the periods indicated:

Current wording

The table below presents the change in our total AUA for the wealth management businesses within the Wealth & Capital Solutions segment for the periods indicated:

Previous wording

•Assets managed by the alternatives platform, including by TIG Arbitrage (AUM $2.1 billion and $2.4 billion as of June 30, 2024 and December 31, 2023, respectively), and the External Strategic Managers (AUA $5.2 billion and $5.3 billion as of June 30, 2024 and December 31, 2023, respectively);

Current wording

Within the Alternatives platform, assets consists of assets managed by TIG Arbitrage (AUM $2.0 billion and $2.4 billion as of September 30, 2024 and December 31, 2023, respectively), and the External Strategic Managers (AUA $5.2 billion and $5.3 billion as of September 30, 2024 and December 31, 2023, respectively).

Previous wording

The Company’s Strategic Alternatives AUM/AUA includes the following:

Current wording

The Company’s International Real Estate AUM/AUA includes the following:

Previous wording

•Co-investment real estate advisory services, where we include the value of our private market direct and co-investment real estate investments (AUA $8.3 billion and $10.1 billion as of June 30, 2024 and December 31, 2023, respectively); and

Current wording

•Co-investment real estate advisory services, where we include the value of our private market direct and co-investment real estate investments (AUA $8.6 billion and $10.1 billion as of September 30, 2024 and December 31, 2023, respectively); and

Previous wording

•Assets managed in a private real estate investment fund (AUM $0.3 billion and $2.6 billion as of June 30, 2024 and December 31, 2023, respectively) from which we generate fee revenue. The Company’s reported value of these assets is either the net asset value or the market capitalization of the fund.

Current wording

•Assets managed in a private real estate investment fund (AUM $0.4 billion and $2.6 billion as of September 30, 2024 and December 31, 2023, respectively) from which we generate fee revenue. The Company’s reported value of these assets is either the net asset value or the market capitalization of the fund.

Previous wording

The tables below present the change in our total AUM/AUA by strategy and product for our alternatives platform for the three and six months ended June 30, 2024 and June 30, 2023:

Current wording

The tables below present the change in our total AUM/AUA by strategy and product for our alternatives platform for the three and nine months ended September 30, 2024 and September 30, 2023:

Previous wording

The table below presents the change in our total AUM/AUA for our Real Estate - Private Funds for our Strategic Alternatives segment for the periods indicated:

Current wording

The table below presents the change in our total AUM/AUA for our Real Estate - Private Funds for our International Real Estate segment for the periods indicated:

Previous wording

Compensation and Employee Benefits: Compensation generally includes salaries, bonuses, other performance-based compensation such as commissions, long-term deferral programs, benefits, and payroll taxes. Compensation is accrued over the related service period and long-term deferral program awards are paid out based on the various vesting dates.

Current wording

Compensation and Employee Benefits: Compensation generally includes salaries, bonuses, other performance-based compensation such as commissions, long-term deferral programs, benefits, and payroll taxes.

Showing the first 40 of 71 pairs. Open the source sections for the rest.

Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report — wording carried from elsewhere

(g)Represents the change in fair value of the earn-out liabilities.

Current report — wording carried from elsewhere

Compensation is accrued over the related service period and long-term deferral program awards are paid out based on the various vesting dates.

Current report — wording carried from elsewhere

Consummation of the Allianz Transaction closed as of July 31, 2024. Refer to Note 1 (Description of the Business) in our accompanying interim condensed consolidated financial statements for additional details.

Current report — wording carried from elsewhere

Our net operating cash outflow of $81.0 million for the nine months ended September 30, 2023, primarily reflects the Company’s net operating loss for the period, as operating expenses exceeded revenues.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

(g)Represents the change in fair value of the earn-out liability.